Spiderman: The New Series, PART ONE
by Alfradio
Summary: This is the New series of Spiderman! READ AND REVIEW!
1. Peter Parkers Life

**Chapter One: Peter Parkers life**

Peter dashed through the halls of his high school: Falcon High. The halls were empty for Nick was thirteen minutes late for his first period, math with Mr. Brown. He did not have an excuse for being late; he just took his fringing time walking to school. Mr. Brown was not a teacher who had much sympathy for what he called: "Hoodlums that couldn't be bothered to get to class on time."

The classroom was on the fourth floor and besides the fact that it took forever to get all the way up, some stairs only went up to the second floor other stairs only went up to the third floor, and there was only one staircase that went all the way up. Peter was running out of air and he stopped to catch his breath. Cursing between gasps for air he eventually started to run again.

It was Wednesday and Peter had been late Monday and Tuesday, and the punishment for being late three days in a row was a phone call home, and two hours of detention. Peter was not really a physical kid; in fact he had trouble not collapsing from exhaustion during P.E. and he couldn't even do five push-ups.

Peter was up to the third floor, already sweating, but he still kept running. A few steps later Peter missed was running to fast he fell flat on his face. His nose started bleeding but he wiped it off with his left arm, quickly got to his feet and began running again. Nick stopped and looked at his watch it said: 9:18

"D…amn… fourth… fl…oor…" He managed to say between heavy gasps for air.

Peter finally made it up to the fourth floor he charged at the double doors that led to the fourth floors main hallway, as he ran he stuck his hand out ready to push the door but it wouldn't budge. Peter was caught off balance by this but he immediately put both hands against the door and pushed as hard as he could, but it still wouldn't budge.

Peter started to curse as he continued to push but he suddenly noticed something, the door had a window on it and at the bottom of the window there was a sign. The sign only had one word in big bold blue letters: PULL

'_D'oh!' _Peter thought.

Peter pulled the door and raced through the hallway, it was bad enough it was on the fourth floor, but it was at the end of a seemingly endless hallway. There were not many classes on the fourth floor; most of the rooms were bathrooms and offices.

Peter finally reached the classroom he was looking for. It was 9:23.

The door was already open, and held open by a block of wood Mr. Brown had put there. Peter glanced inside the classroom, all the students had there binders open and they were copying down a Math Note. Peter quietly tip-toed in and everyone saw him, no one said a word, because no one wanted to be labeled as a: Snitch. Except for Melvin Lipski, the schools tattle-tale, as soon as he saw Peter he shot his hand up. Peter's heart stopped and he stopped dead in his tracks. Mr. Brown hadn't seen him yet for he was still copying down the note. But a few dirty looks from the other students made Melvin put his hand down and he started to copy down Mr. Browns note.

Peter was relived he started to tip-toe again toward his seat, (which was luckily the closet one to the door) he about to sit down, when suddenly.

He dropped his binder. It hit the ground with a loud, CRASH, and Mr. Brown turned around.

"Well, well late _again_ are we?" He said almost evilly.

Peter just looked at him, and an eerie silence fell over the room. After a few seconds Mr. Brown broke the silence. "Three days late in a row," he started, "You know what that means…"

Peter just stared at him holding back his frown.

"I'm calling your parents"

That showed what Mr. Brown knew about him. Peter's parents had died fourteen years ago in a car crash. Peter was only one at the time, and was sent to live with his Aunt May. Peter continued to stare and yet another silence fell over the room. "Take your seat" Mr. Brown finally said.

Peter bent down and scooped up his binder then he sat in down, and Mr. Brown continued to write the math note again.

--55 minutes later--

"Hey tough break, Peter" fifteen year old Harry Osborn said as they walked out of the room. Peter was kind of a socially-awkward kid at Falcon High, so he didn't have many friends, but out of the few friends he did have Harry was probably his best. Harry had blonde hair and was a foot taller than Peter. Harry also had more friends than Peter and was more athletic. Even though Harry was more friends than peter he still thought Peter was his best friend.

Peter had long dark hair and was kind of short for his age.

"Yeah, Aunt May is gonna kill me" Peter replied

Peter and Harry started to walk down the seemingly endless, and know crowded hallway, toward the stairs. After five minutes they got on the stairs and started to walk toward there next class, science and it was on the first floor, (How convenient), while walking down the stairs peter saw a few drops of blood on the ground where he tripped his nose started bleeding.

Eventually the two friends reached science class and when they entered, Peter saw his other best friend, Mary Jane. Mary Jane was a fifteen year old girl with long red hair. "Hey Pete" she said as he and Harry sat down next to her.

Harry Osborn and MJ where probably Peters only friends, but despite the fact that they were his only friends, Harry knew NOTHING about MJ and MJ also knew NOTHING about Harry.

"Alright class I hope you all remembered the test today!" Mr. Roomers the science teacher said interrupting Peter's thoughts. He handed out the test and Peter finished it quickly. Peter may have been late, but he was still one of the smartest tenth graders in Falcon High.

"Oh, man! I don't understand a word! If I flunk one more test dad will kill me!" Harry said quietly, but loud enough for peter to hear him. Peter pushed his test to the corner of his desk, and since the desks were all close together, Harry could see it clearly.

"Thanks"Harry said.

Peter smiled and nodded.

Harry finished copying after a few minutes and Peter and him just sat there for the rest of the class. The rest of the day went by quickly for Peter and he headed for detention in the library. A few other students were there, including MJ. Peter sat next to her.

"Alright, you hoodlums for the next to hours you are to sit there quietly!" Mr. Brown. Peter and MJ talked quietly for the whole time, because Mr. Brown wasn't even there the whole time, apparently he had to make a phone call and he was gone for an hour and a half.

After two hours Peter walked home alone.

'_Man Aunt May is gonna kill me!' _Peter thought as he walked home. It was starting to get dark by the time he got home. And as he feared Aunt May was sitting on the porch with a frown on her face waiting for him.

"Peter J. Parker!" she yelled as he got close to the porch.

"Aunt May… I'm really sorry…" Peter said

"Sorry? How do you think I felt, I was happily eating breakfast with uncle Ben when I get a call saying you would be staying at school two extra hours and that you had been late THREE DAYS IN A ROW?" Aunt may said not as loud as before.

Aunt May was an elderly woman in her late sixties, she had long gray hair and she was a calm, peaceful woman. Hearing her yell at him was shocking for Peter for he had almost never heard her yell before.

Suddenly Uncle Ben emerged from the front door. Unlike Aunt May he was smiling. "Hey Peter how was your day?" he said. Uncle Ben was a chubby man and he was one year older than Aunt May. Peter smiled, he was always happy to see Uncle Ben, he was one of those people that had a spirit that could never be crushed.

"How was his day?" Aunt May said angrily shooting a furious look to Uncle Ben.

"Oh, c'mon May so he was a little late…" Uncle Ben said.

"You call twenty-five minutes a LITTLE late!" Aunt May yelled.

"Well it is on the fourth floor!" Uncle Ben and peter said at the same time.

Peter smiled, good old Uncle Ben. Whenever Peter did something wrong Uncle Ben always found some way figure out how it wasn't Peters fault. Aunt may got a furious look on her face. "Fine, all let you of easy this time, but try not to be late tomorrow okay, dear" Aunt May said suddenly her voice changed from Furious Aunt to sweet old lady.

Aunt May walked inside and as soon as she was gone Peter hi-5ed Uncle Ben. "Thanks Uncle Ben, I've never seen her so angry" Peter said. "Hey no problem" Uncle Ben laughed. Peter started to walk inside.

"Oh, and don't forget there's that class trip to Osborn Industries tomorrow" Uncle Ben said.

"Yeah I'm looking forward to it" Peter said.

Peter walked inside and ate his dinner, and then he studied for a few hours then went to sleep thinking tomorrow would be a day off school. Little did he know that tomorrow's class trip would change his boring life forever…


	2. Powerless

**Hey, I hope your enjoying this story. And, heres chapter 2!**

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**Chapter Two: Powerless**

Peter awoke the next morning at 7:00. Uncle Ben usually woke him up at 7:30 but Aunt May decided to wake him up early so he wouldn't be late. Peter woke up quickly and practically got to school half an hour early. He was the only student at the school for fifteen minutes, and during that time he just roamed the school. As more students began to pour in, Peter went to Math class and he was ten minutes earlier than anyone else.

A week ago, Mr. Black had told the class that the entire grade ten classes would be getting the whole day off, but that students were to meet in there first period class before boarding the buses. Harry eventually arrived, and the two friends talked until the entire class arrived.

"Oh, by the way, thanks again for letting me copy off you in yesterdays test" Harry said.

"Hey, what are friends for?" Peter replied.

A few minutes later Mr. Brown took the attendance then spoke:

"Alright, listen up you Hoodlums! Personally, I don't get why you lazy kids should be getting a day off school to go visit some stupid lab! But apparently the principal thinks that 'School should be fun'. So I expect you all to be on your best behavior, and any fooling around will result in suspension!" Mr. Brown yelled.

_'Touchy, Touchy…'_ Peter thought.

Mr. Brown then made the whole class line up, single file and they walked down to the first floor and then to the School Bus Loading Zone. Peter always walked to school, but over half the school lived in the far side of New York and they took the Bus to school. Peter and Harry sat together on the Bus.

But Osborn Industries was surprising far away and they were on the Bus for an hour and a half. Peter seemed to be the only one excited to see Osborn Industries, the rest of the students were just happy to get off school, and they couldn't care less about a stupid lab.

Out of all the students, Harry was the only one who didn't want to go.

"What's wrong Harry?" Peter asked.

"Well… it's just ever since my mom got cancer and passed away, I've been all alone at my house. Dad works non-stop he gets up a 6am then leaves before I even wake up, then he gets home at 10pm and when he gets home, he works some more! He's had countless sleepless nights and I'm really starting to worry about him!" Harry said in a depressed tone.

"I'm sorry to hear that" Peter said. Although it didn't sound very sincere, Peter really did care deeply.

Harry and Peter didn't say a word for the rest of the ride there.

Once they arrived at Osborn Industries the grade ten classes were put into three groups Peter was put in a group with MJ but Harry was put in a different group. The tour took them everywhere! The place was huge! But after about an hour and a half they were taken to the labs.

"Here is where we are experimenting with Norman Osborn's latest invention" the lady who was giving the tour said.

_'Norman Osborn? Isn't that Harry's dad?' _Peter asked himself.

"Mr. Osborn isn't just the CEO but he's also the head scientist here at Osborn Industries" the lady said

"Uh, what does this invention do?" Peter asked.

"Well, it is called: _The X Drug_ it is top secret, but I can tell it will revolutionize the human body!" The tour Lady answered.

"Booooring…" Mary Jane said quietly.

"As you can see," the lady said pointing to the lab behind her, "We are testing the X Drug on these animals, to make sure it is safe."

"What?" MJ shouted anger in her voice. MJ was one of those people who cared deeply about animals and she had been in many protests about 'animal rights'.

"So let me get this straight" MJ said walking up to the tour lady, "You are testing a dangerous chemical drug on poor defenseless animals!"

MJ was practically shouting by then. The rest of the group just watched and didn't say a word.

"Well, err, um…you see, uhhhhh…" The lady stammered, "We have not been testing on dogs or cats or stuff like that, we've mainly just been testing on bugs, like ants, bees, and mainly spiders."

MJ finally calmed down and walked back to stand beside Peter. The lady seemed to be relived to not have MJ standing beside her anymore.

"Ahem, now where was I…" the lady started.

As the lady blabbed on about how the X Drug would make life better, a large spider hung over young Peter Parker. The Spider had two big red eyes and a large black body; it was faintly glowing green and had large pincers for teeth. The Spider began to climb down toward Peter menacingly. It was bigger than a tarantula, yet no one noticed it getting closer and closer to Peter Parkers hand. Even Peter didn't noticed until it was on his hand, and by then it was far too late…

"Ahhhhhhhhhh!" Peter screamed as the spider bit him on the hand.

Once he screamed everyone then saw the freakishly large spider on Peter and they all stepped back.

The Lady took out a walkie-talkie "We have a code green in sector 12, repeat, a code green in sector 12!"

Peter continued to scream, in to much shock and pain to move.

"Oh, my God, Peter!" MJ screamed. MJ swatted the Spider of Peter's hand, and once it was on the ground, it scurried away, the tour lady chasing after it.

"The Spider is on the move, repeat…"

Her voice then vanished and Peter found himself unable to keep his balance and he started to shake he also had an intense burning pain in his stomach and he started to get dizzier every second. Peter groaned loudly.

"You okay, Pete?" MJ asked.

But Peter fainted and fell backwards. MJ tried to catch him, but she didn't make it instead some kid who was standing behind Peter caught him. "Peter stay with me… stay with me… stay wi-"

--6 hours later in the New York hospital --

Peter was lying in the hospital bed, still unconscious. Mary Jane, Harry, Uncle Ben and Aunt may all stood around him.

"So… he just collapsed right there!" Harry asked MJ who nodded.

"My poor, baby" Aunt May said sadly.

The Doctor walked in the room with a confused look on his face.

"What is it, Doc?" Uncle Ben asked.

"Well… he's made a full recovery…" The doctor said, "It's not like anything we've ever seen, in fact his health looks better than before."

"Thank Goodness" Aunt may said letting out a sigh of relief.

"When will he wake up?" MJ asked.

"Oh, don't worry about that, he should wake up sometime in the next few hours."

"Well, I think we should come back tomorrow and let him get some sleep" Uncle Ben said.

"Good idea" MJ said. Everyone walked out of the room and Aunt May asked MJ and Harry if they needed rides, but they both declined the offer saying that they could walk.

Once they walked out of the hospital May and Ben walked toward the Parking Garage were Uncle Ben's Ford was parked, leaving the two teenagers standing in front of the main door. "So… uh," Harry stammered rubbing the back of his head.

"Do you want me to… uh, you' know…" He continued to stammer.

"Walk me home?" MJ guessed that's what he was asking.

Harry nodded. MJ smiled, "Okay". So they walked home and they started to grow closer, laughing at each others, after being Peter's friends for seven years they themselves were finally starting to become friends. Harry wouldn't admit it but he was starting to get a little attracted to MJ.

--Osborn Industries--

Norman Osborn stood in the lab examining the Spider that bit Peter Parker. His lab assistant Doctor Otto Octavious walked into the room. "Mister Osborn, I just received word that the young boy who was bitten by the spider injected with the X drug, he's in the hospital sir"

"What! He's not dying or suffering is he?" Norman asked.

"No sir, in fact they said he was perfectly fine and they were going to let him leave tomorrow night" Otto said.

"Really, perhaps the X drug has more capabilities then we thought" Norman said.

"Can you find out how his body is reacting?" Norman asked.

"No sir, its restricted information"

Norman frowned, "Then well just half to find out for ourselves then… wont we…"

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**So I hope you are enjoying this story. Chapter to should be up Friday!**


	3. With Great Power

**Chapter Three: With Great Power…**

Peter Parker sat in the hospital bed wearing a green T-shirt and jeans. He it was 6:00, the Doctors said he could leave at 7:30. Peter thought he was ready to leave now, but they wanted him to stay incase anything might happen. _'It's not like anything's gonna happen now!'_ Peter thought. Peter woke up a 5am, he was confused, it took him a few minutes to remember that he had passed out at Osborn Industries. Aunt May and Uncle Ben had visited him at 9am and they stayed until 5pm, they left saying they had errands to run.

Peter had been bored out of his skull for the last hour.

Suddenly the door creaked open. Peter looked to see his two best friends: Harry and Mary Jane. As soon as the door opened MJ rushed over to Peter and gave him a bear hug. "I'm so glad to see your okay!" she said as she squeezed him to death.

"C'mon MJ, Peter needs air" Harry laughed.

MJ stopped hugging Peter and gave Harry a friendly punch in the arm.

_'When'd they become friends?' _Peter asked himself.

"Hey Peter I got two things for you," Harry started, "I got you a burger" Harry tossed peter a burger, who ate it like he hadn't eaten in weeks.

"And, you're homework!" Harry gave Peter a pile of notebooks. Peter looked through them all, then he tossed one at Harry, "Do your own homework!"

MJ walked closer to Peter, "Pete, have you been working out?" she asked.

"No. Why?" Peter asked.

"It looks like you have been" MJ said.

Harry squeezed Peter's arm, "Whoa! Your muscles are huge!"

Peter pulled his arm away from Harry's grip then he flexed his arm, and he was amazed how big his muscles were. _'Cool…' _Peter thought. Peter then finished his burger until Aunt May finally came to pick him up.

"Alright Peter are you ready to go? Hello Harry, MJ" Aunt May asked.

Peter practically jumped out of bed and ran for the door. Aunt May offered Harry and MJ a ride and they said yes. As once they walked out the main door Aunt May told them to wait there while she went and got the car. While they stood there waiting MJ took a few steppes forward, and she slipped on some water that was on the ground. She started to fall backward but Peter suddenly caught her. "Whew thanks Pete" MJ said.

Peter didn't know how he managed to catch her, he seemed to see her falling before she even fell, and when she did fall he reacted quickly, when he wasn't even thinking. Peter guessed it was luck.

--Three days later--

Aunt May told Peter to stay inside the house all weekend, to make sure nothing happened. Peter was bored the whole weekend, so he was almost happy to go to school Monday.

On his way to lunch, the school bully, Flash Thompson, pushed Peter up against a locker. "Heh, know what time it is Puny Parker?"

"Eleven Thirty"

"No. Pounding time!"

Flash tried to punch Peter, but while his fist was flying at Peter, time around Peter seemed to slow. While time was slowing down Peter was moving faster. Peter easily side-stepped away from the punch, then time sped up again. Flashes fist put a huge dent in the locker behind Peter.

"Gah!" he wailed. Flash pulled his fist away from the locker and it was bleeding.

"Peter!" MJ said running up to him, Harry close behind.

When Harry saw Flashes bleeding arm, his eyes widened, "Peter did you do that?"

"Wha- No! He punched through a locker" Peter said.

"PARKER!" Flash yelled. Flash tried to punch him again, and Peter again dodged it. Flash took a few more swings at Peter, and every punch missed him. "Hold still, dam nit!" by this time, a small crowd had gathered. Flash took a few steppes away from Peter, then he charged at him like a bull. Time slowed again, and Peter leap over Flash and his hands actually stuck to the ceiling.

"What the-"

Flash missed Peter and he crashed into a locker. Flash fell to the ground and he lay there for a few minutes at first Peter thought he was unconscious, but he started to curse as he was lying there.

People started to stare at Peter, and he suddenly felt dizzy and the familiar burning was in his stomach. _'What's happening to me?' _Peter thought as he finally let go of the ceiling. Peter kneeled over slightly and grabbed his stomach.

_'I need some air!' _Peter thought.

"Pete? Are you okay?" MJ asked.

Before Peter answered he ran for the door, ignoring the question. Once he was outside, he dumbly wandered into the middle of the road.

A car was about to hit Peter, but suddenly without thinking he instinctively leap out of the way. And when he jumped, he jumped almost twenty feet! Peter landed in a alley. "How did I do that? I saw it coming before it came! Just like when Flash tried to hit me!"

Peter walked over the a wall of an apartment building that was a few feet away from him. _'I wonder…'_ he thought. Peter put his hand against the wall, and it stuck! The same happened with peters other hand! He began to climb the side of the wall till he was on the roof of the five story building. "Cool I can climb walls easily!" Peter then started jumping from rooftop to rooftop, after a while he got tried and leaded against the wall to catch his breath. When Peter moved away from the wall, webs were coming out of a strange pore on his wrist.

"Huh?"

Peter looked at the web, and then tried to free his hands from it, almost as if was responding to his thoughts, the web fell out from the pore. Peter then tried to fire more webs but he didn't know how. Eventually he found that taping two of his fingers against his palm worked. Peter fired webs all over the rooftop. Peter suddenly realized that the distance between the rooftop he was on and the next rooftop was too far, but between the two rooftops there was a crane.

"Hm…"

Peter fired some webs at the crane and they stuck the he stood on the edge of the rooftop. "Here goes nothing" Peter swung on the webs, screaming the whole time. Peter landed safely on the next rooftop.

_'I have super-powers! I HAVE SUPER POWERS! Me, who would a thought puny parker, would get super powers! And I know what I want to do with them, go into professional wrestling! _

Peter ran home as quickly as he could, completely forgetting school wasn't over for another hour. As soon as he got home he rushed upstairs before anyone saw him, then he pulled out a pad of paper and began to draw a design, he worked on it until ten o clock, then he finally got the design he wanted. It was a blue and red costume with black web all over it and big white eyes.

"What should I call myself… the amazing arachnid! Or the spectacular human arachnid! No to geeky."

Every day when Peter got home he worked on the costume non-stop, till finally after five days it was done! The day after the costume was done, Peter told Aunt May and Uncle Ben he was going to take the subway to the library.

"That's okay I'll drive you!" Uncle Ben said.

"It's okay I can take the subway" Peter said, but before he finished his sentence Uncle Ben was already up and had the car keys in his hand.

Peter agreed. Uncle Ben dropped him off at the entrance to the library. "I'll be here to pick you up in four hours." He said, and then drove off.

As soon as he was gone Peter walked to the fighting arena, his costume in his pocket. Once he got there he signed up to battle Crusher, the meanest wrestler in New York. The lady at the box office gave Peter a weird look then told him to go on in. Peter slipped on his costume then walked into the arena there were hundreds of people watching, most of them booing him. Peter ignored them the walked into the ring, were Crusher was waiting. "Who are you supposed to be?"

"I… am, Spider-man!" Peter said proudly.

Crusher laughed a little. When the fight started, Crusher charged at Peter then tried to punch him several times. Time slowed around Peter like the other times and he saw them coming, he decided to call it his Spider-sense. After dodging all his punches, Peter delivered a rapid series of blows to Crushers face, and then while he was in a daze, he kicked him in the chest, and Crusher was out like a light. The crowd went crazy canting "Spider-man! Spider-man!"

Peter then walked out of the arena and took of his costume, as he waited for the elevator he saw an elderly security guard chasing a crook with a bag of money. The elevator opened, and peter let the crook have the elevator, letting him escape without doing anything.

"Why didn't you stop him!" The guard said after catching his breath.

"I am Spider-man! No one tells me what to do!" Peter said then he walked away.

--In front of the library--

Peter walked to library, thinking about his victory, but when he got to the entrance he saw the paramedics surrounding someone who was lying on the ground. Peter took a closer look and at who was laying there, and it was his Uncle Ben!

"NO!" Peter said rushing over to him pushing a paramedic out of the way.

"Uncle Ben!" He cried.

"P-peter…" Uncle Ben said weakly.

"What happened?" Peter asked a paramedic.

"He was shot, witness say it was a car-jacker"

"Uncle Ben… please, you can't die!" Peter said tears streaming down his cheeks.

"P-peter…" Uncle Ben said again, "I… love… yo-"before he could finish Ben died.

Tears were pouring down Peters face; suddenly he heard a police siren. Peters sorrow immediately became a desire… for REVENGE.

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**Hey I hope your enjoying this story! I can't say when the next update will be, but if you want it to be sooner... REVIEW.**


	4. Comes Great Responsibility

**Chapter Four: …Comes Great Responsibility **

Peter ran down the street and then he dived into an alley.

Once he was in the alley he tore off his clothes and put on his spider-man costume, then he climbed up a nearby building and began to swing after the police cars. At first Peter had a hard time swinging and almost fell a few times, but his desire for revenge kept him going, and he eventually got the hang of it.

It started to rain hardly.

Peter never complained about the cold that night, he never felt it.

Peter's blood ran hot with dreams of revenge.

Peter was a few yards behind that long line of police cars, Peter gained speed and began to swing past the cars and he saw it.

Uncle Bens Ford ahead of all the police cars

_'That's it!' _Peter thought.

After about an hour, Uncle Bens Ford came to an abandoned factory. The robber was so far ahead that he actually had time to get out of the car and run into the factory. Peter couldn't see what the robber looked like; it just looked like a black silhouette.

"Something about him is… familiar" Peter said.

When the police and Peter caught up to the building Peter climbed up a nearby building. The Police had the whole place surrounded in less then five minutes. But Peter knew that they were never getting in, after all he had a gun and he could easily snipe them from a window without fear of getting shot.

"Its up to me now!" Peter said, then he swung over a group of cops toward the building.

"What the hell is that?" Peter heard a cop say.

"Tarzan?" Another cop said.

Peter crashed through a window of the factory.

The factory was dark and there were rats and cob-webs everywhere. Peter was on the third floor, which was the top floor, and there was no one there.

Peter grabbed onto the ceiling with his arms and legs and began to crawl quietly toward the stairs.

Peter made it to the second floor and then he saw it.

There wasn't just one robber, there were six! And anyone of them could be Uncle Ben's killer. Peter crawled over to the shadows.

"I told 'ya it was a good idea to set up our base in this smelly old sock factory" one said.

"Yeah the cops will never get us now! Especially since I put all that heavy machinery in behind of the front door!"

The robbers laughed and laughed and Peter noticed that they were all armed with pistols and one had a shotgun.

Peter's spider-man costume was dripping water onto the floor making a loud PLOP.

"What was that?" One said.

Suddenly all the robbers saw Peter and they pointed there guns at him.

"Uh, nice place…" Peter stammered.

They all fired.

Peter's spider-sense kicked in and all he had to do was detach from the ceiling to dodge them all.

They all fired again and peter leapt over them and he landed on the head of one of the robbers, knocking him out.

"Hey hold still… so we can shoot you!" One shouted. Peter fired webs the shotgun and he pulled on the web-line, pulling the shotgun right from out of his hands.

"Hey!" The robber said.

Peter did the matrix to dodge more incoming bullets then leapt across the room again.

_'Holly Cow! I never knew I was so fast!' _Peter thought.

Peter fired webs at another robber's gun and pulled, pulling it from out of his hands. Peter continued to do that until they were all disarmed.

One robber ran out of the room, and came back with an armful of baseball bats.

The robbers took them all and started to run up the stairs toward Peter.

Peter fired webs at one of the robbers, totally hog-tying him, and he fell over twisting and turning on the ground.

"What is this stuff?" He said.

One robber threw his bat at Peter at he didn't dodge it and it hit him in the face.

"Ouch!" Peter said.

A robber ran up to him at swung his bat at Peters face, Peter caught it and twisted the robbers arm with his right hand, then punched him in the face with his left hand.

Peter beat up two more robbers and the final robber ran upstairs grabbing the shotgun off the ground.

"Where does he think he's going?" Peter said running toward the stairs.

Peter ran up toward the third floor and the robber was waiting for him with his shotgun pointed at his face. "Die freak!" He said.

He was about to pull the trigger but Peter quickly fired webs into the barrel of the gun clogging it so the bullet wouldn't fire.

"Hey!" the robber yelled in confusion, pulling the trigger like crazy.

Peter took this opportunity to punch him in the face. The robber fell over and Peter picked him up by the sleeve and was horrified by what he saw. It was the robber that he let get away in the fighting arena. "Y-you killed my Uncle" Peter said.

"Hey… please don't kill me… give me another chance!" The robber begged.

"What about my Uncle! Did you give him another chance?" Peter said.

Peter threw the robber out the window and as he was falling he shot a web-line at his foot and he was hanging there, Peter tied the other end of the web to the window. And with that, Peter jumped out the window and swung away.

--The Next Morning--

Peter sat on his bed staring out the window. "Uncle Ben…" Peter said his eyes tearing up, "It's my fault your dead, it's all my fault your dead."

"I used my powers for personal game… but they are a gift and I should have been using them for justice… but it's to late now…"

_Its not to late… it's never to late…_ Uncle Ben's voice boomed inside Peters mind.

Peter suddenly understood what he must do.

"I must become a super-hero like bat-man or super-man and I must save and help people." Peter said.

"With Great Power… Comes Great Responsibility"

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Thats Chapter Four... now that thats over we can finally get to the super-villians! The next chapter will be featureing the first Super-Villian! from now on Im going to be posting when i update both my stories on my profile! I will do my best to make sure I update on the day I say I will! It may be a day earlier or later. REVIEW!


	5. Death From Above

**Chapter Five: Death From Above **

It's been two months since the death of Ben Parker. And ever since his death, a new hero has been watching over New York, stopping robberies, saving people from muggings and letting the thugs no that there's a new protector of New York City…

… Spider-man!

Spider-man has earned the nickname: The Amazing Spider-man.

But Peter Parker, the man behind the mask is still grieving for the loss of his Uncle Ben, the closest thing he ever had to a father.

--Trask Industries--

"I've finally done it!" Adrian Toomes shouted.

"Done what?" Trask asked walking into the room.

Trask Industries was rivals of Osborn Industries. There rivalry started when they were in Middle School, Norman Osborn and Trask competed in EVERYTHING. And now thirty years later, there rivalry has turned into a deep hatred for each other.

Trask will do anything to shut Osborn down. He's blackmailed some of his scientist, he's paid gangsters to threaten some of his scientist, and he's even bribed some too work for him.

Adrian was one of those people. Adrian was an old man at least in his sixties he had a wrinkled face a bald head.

He was once Norman Osborn's chief scientists but Trask bribed him too work for him. Adrian accepted, and then Norman replaced him with Otto Octavious.

"What have you done? Have you finally finished that invention you've been working on for four years now?" Trask asked.

"Yes I've created the ability to fly!" He shouted.

"What!?" exclaimed Trask.

"You see… the electro magnetic wave lengths of this device allow me to defy gravity thus allowing me to fly!" Adrian said.

"What does it look like?" Trask asked.

Adrian pulled out a small capsule filled with glowing orange liquid.

"So do you like… drink it?" Trask asked.

"No, all you half to do is press the button of the top, then keep it in you pocket at all times!" Adrian said.

"S.H.I.E.L.D. will pay you a fortune for this!" Adrian laughed.

"Yes… well, you see…" Trask stammered.

"What?" Adrian asked.

"Well I'm afraid you haven't really been pulling you weight around here…" Trask said Turing around.

"What are you saying!?" Adrian asked a hint of anger in his voice.

"Well…" Trask started.

"WELL WHAT STOP STAMMERING?" Adrian yelled.

"You're fired, Adrian Toomes!" Trask said.

All was silent for a moment.

"Fired? Why?" Adrian asked.

"You haven't been pulling your weight… I'm sorry" Trask said.

Trask walked out of the room, leaving the shocked Adrian alone in the room.

_'I swear he'll pay for this!'_ Adrian thought.

--Streets of New York--

Peter swung through the city looking for anyone in danger, but Peter new nothing was wrong because he learned that his Spider-sense could sense danger.

"Man, Its hard being Spider-man, keeping up in school AND making sure Aunt May doesn't find out!" Peter said silently.

Over the past two months he had learned to swing better.

Suddenly, Peters Spider-sense went crazy and peter heard an explosion about a mile away.

"Uh-Oh, looks like there's some trouble!" Peter said

Peter quickly turned around in mid-air, and then he swung in the direction of the explosion.

When he arrived he saw Adrian Toomes dressed in a green bird costume. The man had a bag of money. Peter swooped down and landed softly on the street. Adrian saw him and frowned.

"So… making a deposit?" Peter joked.

"Spider-man, I knew you'd try and stop me!" Adrian said.

"So are you going to hand over the money or do I half to take it from you Old Man!" Peter said walking closer to him.

"No… I think I'm going to fly!" Adrian said.

The Old man flew up about a story in the air looking down on Peter laughing.

Peter swung up close to him, "And who are you supposed to be?"

"I am… the Vulture!" The Vulture said.

"Well that's creative!" Peter said sarcastically.

The Vulture flew of at an incredible speed. Peter swung after him and as he swung he shot webs at the Vulture.

The Vulture turned around and flew straight at Peter. Peter didn't move in time and the Vulture stuck him and he fell and landed on a rooftop of a building.

"Ow…"

"C'mon! Don't tell me you're going to go down that easily!" Vulture laughed before he started to fly away. Peter quickly got to his feet and swung after Vulture. Peter got close to Vulture, and he let go of his web lunging at the old man.

Peter grabbed onto him. "Hey, get the hell off me!" Vulture yelled trying to knock Peter off. Peter was secretly steering him toward a building. But Vulture knocked Peter off him and he again fell and landed on a rooftop.

"How Pathetic…" Vulture said flying away.

Peter lay motionless on the rooftop.

* * *

**Ok, from now on I'm going to try and update every week. It will either be on Friday or Sunday.**


	6. Grounding a Vulture

**Chapter Six: Grounding a Vulture **

"Owwwww… every bone in my body hurts!" Peter said.

He was no longer wearing his costume. After being knocked unconscious by the Vulture, he had woken up several hours later and he swung home in pain.

It was now 11:00.

Peter climbed into bed and started to fall asleep. _'Tomorrows a Sunday, so I can sleep in' _Peter thought right before he fell asleep.

Peter woke up at 7:00, he would have slept in, but a sharp pain in his back woke him up. Peter tired not to cry; he closed his eyes and clenched his teeth. His eyes began to tear up and a few tears dripped down his cheek.

Peter decided to walk downstairs and make some food. Peter turned on the oven and started to make an egg sandwich. While he was making it he turned on the news.

"The Vulture has robbed a bank and has made off with one hundred thousand dollars. Local hero spider-man chased after him but sources say that spider-man was knocked out of the air by the Vulture. He is presumed dead but no body has been found. After spider-man was beaten several police choppers chased after him but the Vulture used his incredible speed to out-wit the choppers and they crashed into a construction site." The reporter said.

"Dead, they think I'm dead!" Peter exclaimed running over to the T.V. completely forgetting about the eggs.

"The Vulture has been identified as Adrian Toomes, chief scientist of Trask Industries. We have tried to get an interview with Trask, but he has refused to interview and he has no comment on the situation." The reporter said.

"Hm… Trask, eh?" Peter said running off, leaving the T.V. on and the Eggs on the stove.

--Trask Industries--

Trask walked into his office placing two armed guards at the door. Once in his office he shut all the blinds on the windows. He then sat down in the chair behind his desk. _'So Adrian is a Super-Villain now? He'll probably come for me' _Trask thought.

Peter, in his spider-man out-fit crawled on the ceiling above the armed guards. Once he was directly above them, he jumped down and in one swift motion he knocked the one out.

The other guard quickly took out a pistol but Spider-man fired a wave of webs at him knocking him against the door and he was covered with webs. Peter shot a bunch of webs at his mouth so he couldn't talk.

The guard tried to say something but it was muffled by all the webs. It sounded like: "You bastard"

"Who's there?" Trask said.

Peter opened the door and Trask ducked under his desk without seeing Peter.

" Adrian I'm sorry I fired you! Please don't kill me! Take all the money you want!" Trask shouted.

"Don't pee yourself Trask, it's me Spider-man" Peter said.

Trask slowly peaked a look at him; he still had a look of terror on his face.

"I'm not going to hurt you" Peter said.

Trask stood up and the fear on his face was replaced by anger, "Then what do you want?" Trask shouted.

"I want to know how the Vulture can fly" Peter said walking up to him.

"He created a device that allows him to use electro-magnetic wave lengths to defy gravity allowing him to fly" Trask said reaching into a drawer on his desk, he pulled out a binder. "Here are the plans for the device! If you can create another device and activate it near him, the wave lengths will cancel each other out!" Trask said.

Peter took the binder and looked through it.

"The lab is on the third floor, the parts you will need will be there" Trask said.

Peter started to walk out of the room. "Oh and don't beat up any more guards on the way there!" Trask shouted as he walked out.

Peter spent the entire day in the lab making it and by 8:00pm Peter was finished. "It's a lot easier making this when you have all the directions!" Peter joked as he put the invention in his pocket and swung out the window.

--The next day--

The Vulture hid in the darkness of a building that was next to the bank. In five minutes someone would be delivering the most valuable gem in North America to the bank. The local mobsters would pay a fortune for it. Spider-man was dead, no one could stop him!

The limo arrived.

Two armed guards stepped out, and then a middle aged man came out carrying a brief-case. That was it!

The Vulture lunged from the darkness and straight at the man. The armed guards saw him but before they could shoot, he had made off with the brief-case! "Yes it's mine ALL MINE!" the Vulture cried.

"What you don't want to share with me?" a familiar voice said.

The Vulture turned in horror to see Peter in his spider-man suit chasing after him. "I thought you were dead!" Vulture yelled to him.

"Sorry, but the amazing spider-man doesn't die that easily!" Peter said.

"I see, but you know… you won't survive this time!" Vulture said and he punched Peter while he was in the middle of a swing. Peter let go of the web by accident but quickly shot another web and he regained his speed.

"Lucky!" Vulture taunted.

Vulture took out a bomb and chucked it at a billboard the billboard fell over and it was going to crush the people bellow.

"No!" Peter cried, he swung at the billboard and quickly shot webs at it. He then held on to the web-line and he pulled back and hard as he could. The Vulture laughed as he flew away. _'I can't let him get away!' _Peter thought. Peter held the billboard with one hand then shot a web-line at the Vulture with his free hand.

"Let go!" the Vulture cried.

By some luck of the gods, Peter managed to pull the bill board all the way back so it would no longer fall. Peter then pulled the Vulture toward him, and with his other hand he shot another web-line at him. The Vulture was trapped!

_'Now, when he gets close enough I'll activate the device!' _Peter thought.

But the Vulture tossed a bomb straight at Peter! It exploded sending Peter flying through the window of a apartment building. Peter was in the bathroom with a girl in the shower screaming at him.

"Sorry!" Peter said right before he swung out the window.

The Vulture was a few yards away from Peter; he was ready if he tossed another bomb at him. And sure enough the Vulture did throw a bomb at him, but Peter swung to the left and it missed him. "You annoying little pest!" the Vulture said. Peter shot a web-line at the Vulture and quickly pulled himself at him, now that peter was right on him he activated the device.

The Vulture suddenly started to fall! Peter shot a wave of webs at the ground below him and the Vulture landed unharmed. The police quickly swarmed all over him and they hand-cuffed him and they pulled him into a police truck.

"I'LL GET YOU FOR TZHIS SPIDER-MAN!" the Vulture screamed looking right at him.

"I'LL HAVE MY REVENGE! I SWEAR IT!" Vulture screamed again. Then he was shoved into the police truck and they drove away with him.

The crowd of people that were watching turned and cheered looking straight at Peter. Even the cops clapped.

Peter waved to the crowd, and then he leapt into the air and swung away!


	7. Plans

**Chapter Seven: Plans **

Harry Osborn sat at the desk in his room. The entire room was dark except for the lamp light. He was doing his math homework.

Tonight was like any other night at the Osborn Mansion. Norman Osborn worked late and Harry came home to an empty house as usual. He micro-waved a burrito for dinner, like he always did, watched some TV then went to his room to do some homework until his father came home.

It was like every other night.

Harry heard Norman's limo pulled into the drive-way. Then he heard the front door open. Usually Norman would go straight to his office and continue to work, but tonight was different.

Norman walked up the stairs to Harry's room and knocked on the door.

"It's open" Harry said.

Norman walked in and sat on Harry's bed.

"How was your day son?" Norman asked.

Harry was a little surprised by this question but he answered, "Fine"

"Harry, I feel bad about what happened to your friend Peter, so I was wondering if he would like for me to give you and him a 'personal' tour of Osborn Industries"

Harry was really surprised, "Uh, sure he'd love that!"

Norman nodded and walked out of the room. Once he was downstairs he turned on his cell-phone and called Otto.

"Otto, its Norman… faze one is complete" Norman said.

"Good" Otto replied.

"Soon we will find out just what's going on in that teenage body of his" Norman said almost laughing.

--City Streets--

Peter Parker, better known as Spider-man swung through the streets he was doing his daily patrol when he heard a gun-shot.

"So much for the relaxing swing" he joked.

Peter felt good about him-self that day, seeing as just two days ago he beat his first Super-Villain.

_'I wonder what the old Vulture is planning for his revenge. All super-villains come back for revenge' _Peter thought as he swung.

If the Vulture ever did return, Peter would be ready for him.

Peter approached a jewelry store and saw that the police hadn't arrived yet.

A thug wearing a paint-ball mask came out, he had a sub-machine gun.

"Spider-man, you better stay away!" the thug yelled

"But you guys make me feel so comfortable" Peter joked.

"There are about eight of us in here! And we have hostages so get lost!" the thug yelled.

Peter shot a web-line at the thug's chest then yanked him with-in arms reach then with one mighty punch he knocked him out. Peter then tied him to the ground with webs.

"Know there are only seven of you" peter joked.

Peter leapt into the store, were he was greeted by two thugs. They looked the same as the other one, paint-ball mask and a sub-machine gun. They immediately open fired at him, but he dodged every shot and he kicked one in the face knocking him out.

The other one took out a grenade and threw it at Peter. Peter caught it and threw it out the window. The thug fired at peter some more but Peter clogged his gun with webs then knocked him out.

"Three down… five to go" Peter said running into the back-room.

Peter ran into the other room and found three people tied up and they had duck-tape over there mouths. Peter quickly untied them and they ran out the door.

"You might as well give up!" Peter yelled, "You have no hostages!"

A Thug steeped out of the darkness, "We still have one thing"

Peter almost laughed, "What? Some paint-balls that came with your masks?"

"No… a huge bomb!" he yelled.

Two more thugs came out and they were carrying a big cube. It was obviously the bomb.

"If you surrender, we beat you up a little, take off your mask, and then we leave with the money. If you want to do things the hard way… we activate the bomb and everything with-in a kilo-meter gets destroyed… including you"

Peter was a little nervous.

"So what's it going to be?" the thug asked.

Instead of answering Peter lunged at the thug and punched him out. The two other thugs quickly activated the bomb. Peter blasted one of them with a wave of webs and he got stuck to the wall. The bomb however was ticking and the digital timer said 2:00.

The other Thug had escaped through the back door.

_'I'll deal with him later!' _peter thought.

Peter ran up to the thug on the wall and grabbed him by the shirt collar. "How do I disarm it?"

"I don't know! But try clogging the circuits with webs or something!" the thug said panic in his voice.

Peter ripped open the circuit board and shot wave after wave of webs in there, and by some luck of the gods the timer stopped at 00:20. "Whew… that was pretty tough" Peter said.

A few minutes later the cops showed up and they arrested the thugs. But the one thug had escaped without a trace. Peter didn't bother looking for him he just swung home after that.

"Maybe tomorrow I could do something that doesn't involve people trying to kill me" Peter said as he pulled his costume off.

Suddenly the phone rang.

"Hello" Peter asked.

"Hey Peter its Harry" Harry said.

"What's up?" peter asked.

"My dad offered to give us a personal tour of Osborn Industries" Harry said.

"That would be great"

"Good"

"When?"

"Tomorrow, after school"

"I'll be there"

Peter hung up the phone and went down-stairs for dinner.

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**So this is Chapter 7... I kinda liked it. please R&R**


	8. Secret Identity

**Chapter Eight: Secret Identity **

Peter walked toward Osborn Industries with his friend, Harry Osborn.

When they entered the building they were greeted by Otto Octavious.

"Hello Harry, it's nice to see you again" Otto said.

Harry looked around for a second, "Where's my dad?"

"He had to go to a meeting" Otto replied.

"He told me he would 'personally' giving us the tour" Harry said a hint of anger in his voice.

"He told me tell you that he is terribly sorry" Otto said.

Harry looked at the ground, _'If he's SO sorry then why doesn't he get his sorry ass down here!' _He thought.

Norman was never there when Harry needed him. If Harry missed the bus and needed a ride to school, Norman would be in a meeting. If Harry broke his arm playing in the back yard, Norman would be in his office. If Harry needed him to come to parent teacher night, Norman would be to busy.

It's been like that for his whole life!

But it's gotten worse over the past few years since his mom died.

At least when his mom was around there was at least someone with him, his mom was kind and gentle. And it was so hard when she died tragically.

"Shall we start the tour?" Otto asked.

"Huh… oh… YES!" Harry said.

The tour lasted for about an hour. It was much better than the tour they had gotten on the field trip. And it was less crowded.

Suddenly they came to four mechanical arms.

"This is my single greatest invention, the arms!" Otto exclaimed.

This caught Peter's attention and he rushed over to them.

"The arms will hook up into my spine so I can control them as if they were my own!" Otto said.

"What are you going to use them for?" Peter asked curiously.

"I'll use them to touch dangerous chemicals without harm, like the X drug…" Otto said.

Otto suddenly remembered his mission.

"Uh, let's move along to the blood tester machine!" Otto said.

They walked up to a large machine.

"WE use this to study people's blood" Otto said looking at Peter.

Otto reached into his lab coat and pulled out a needle.

"Hey Peter, why don't we do a demonstration…" Otto said.

Peter's spider-sense went off and he took a step back from Otto.

"Uh, no thanks I don't really like needles…" Peter said and he turned away from him.

Otto lunged forward quickly and jabbed the needle right into Peter's neck and pulled back on it getting a small amount of Peter's blood.

Peter was really angry.

"WHAT THE HELL! I SAID NOT TO DO THAT!" Peter yelled and then he ran out of the emergency exit of the building. Harry chased after him but by the time Harry got out of the emergency exit, Peter was nowhere to be seen. Harry decided to go looking for him.

-- Norman's Office--

"After doing some tests I have discovered something shocking" Otto said as he stood in front of Norman's desk.

"Not only, has his body been running at the normal rate, but his body gotten better!"

"How much better" Norman asked.

"MUCH better in fact his muscles are extremely powerful, so powerful that he could lift a truck and run at incredible speeds, and jump twenty feet into the air!" Otto exclaimed.

Norman was speechless.

"And the next thing I determined was incredibly shocking…"

"What?"

"There are webs in his wrists and unlimited supply of webs!" Otto yelled.

"Are you saying that…" Norman started.

"Yes" Otto nodded.

"Spider-man…"

"Peter Parker is Spider-man!"


	9. The Fatal test

**Chapter Nine: The fatal test **

Norman paced around his office, it was midnight. He had lost track of time, he was so excited!

_'If the X drug gave him super-powers… It could do the same for me!' _He thought.

Otto had gone home two hours ago. He was not as excited as Norman was.

"There's only one thing to do!" Norman exclaimed.

"I'll test the X drug on myself!"

But a voice in his head told him that the results could be disastrous! In the end he should have listened to that small voice, because it could have stopped the accident from happening.

--The next day--

Norman strapped himself in the chair in the tiny capsule.

Otto stood outside the capsule with eight other scientists.

"Are you sure about this Norman?" He asked.

"YES! I've never been surer about anything in my life! Now start the experiment!" Norman yelled.

"But, Norman, why test it on yourself! I mean… we have dozens of testers at our disposal…" Otto started.

"START THE FREAKING EXPERIMENT!" Norman shouted.

Otto was a little shocked by being yelled at by Norman, but nonetheless he strapped himself in the mechanical arms and he started the experiment.

But once it was complete he noticed that Norman's life was quickly fading!

" NORMAN!" Otto cried.

Otto tried to open the capsule but the door was jammed! Norman was twitching like he was having a heart attack! Otto had no choice but to smash the glass with his arms and then green gas filled the room.

Otto started coughing violently. He desperately tried to get Norman out of the chair but he passed out.

--A week later--

Norman awoke in the hospital bed in a daze. Harry was at his bedside.

"Harry… what happened…?" Norman asked weakly.

"It's okay dad… your okay…" Harry said.

"But what happened?" Norman asked.

"You were in an accident Dad, but your okay…" Harry said.

Norman suddenly remembered what happened.

"What about Otto?"

"I don't know, dad, I haven't seen him anywhere! But I did ask a nurse and she said: 'I'm not sure but I expect that he is dead'" Harry said. Norman looked away from Harry, "Otto…"

They where both silent for a while

"_Hello Norman_" a crackly voice said.

"What?" asked Norman.

"Huh?"

"Harry did you say something?" Norman asked.

"No…"

"_How are you feeling?_" the voice said again.

"What!?" Norman said his voice getting a little frustrated.

"What's wrong Dad?" Harry asked.

"Harry! Did you hear that voice?" Norman asked.

"Uh, No ones hear but us…" Harry said in a worried tone.

Norman looked away from Harry, _'what's happening too me!?'_

**THE END **

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Yep. thats it. love it or hate it. PART TWO will be up November 25th

I want to thank everyone who reviewed! Thank you!!!!!!!


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